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CITY OF ELK GROVE

Request for Proposals

For

Lease and Maintenance ofMulti-function Digital Copiers and Laser Printers

City Clerk’s OfficeCity of Elk Grove

8401 Laguna Palms WayElk Grove, CA 95758

Proposals Due by 4:00 P.M., November 16, 2012

Introduction:The City of Elk Grove (City) is accepting proposals from qualified Suppliers (Supplier(s)) for the Lease and Maintenance of Multi-function Digital Copiers (MDC) and Laser Printers in accordance with the included specifications, terms, and conditions shown in this Request for Proposals (RFP). Prospective respondents are advised to read this information over carefully prior to submitting a proposal.

One signed original, five copies, and one CD/Thumb drive copy of the proposals must be submitted to the Office of the City Clerk by 4:00 P.M., November 16, 2012. Proposal shall be submitted in a sealed envelope clearly marked MDC/Laser Printer Lease and addressed to:

OFFICE OF THE CITY CLERKCITY OF ELK GROVE

8401 Laguna Palms WayElk Grove, CA 95758

Questions regarding this RFP are to be directed by e-mail to: Joe Simone, Purchasing Manager at [email protected]. Such contact shall be for clarification purposes only. The City must receive all questions no later than November 9, 2012. Material changes, if any, to the scope of services or proposal procedures will only be transmitted by written addendum and posted to the City web site. Addendums and answers to submitted questions will be available via the City of Elk Grove Web site by clicking the “View” under View Details/Documents for the Bid announcement. Proposals shall not be accepted by fax or electronically.

Late Proposals: Proposals arriving after the specified date and time shall not be considered, nor will late proposals be opened. Each Supplier assumes responsibility for timely submission of its proposal.

Withdrawal or Modifications of Proposals:Any proposal may be withdrawn or modified by a written request signed by the Supplier and received by the City Clerk prior to the final time and date for the receipt of proposals. Once the deadline is past, Suppliers are obligated to fulfill the terms of their proposal.

Proposal Acceptance and Rejection: The City reserves the right to accept any proposal, to reject any and all proposals, to call for new proposals, and to award the contract to other than the lowest proposal.

Proposal Evaluation and Award: Evaluation shall be made on the bases of the weighted scoring as noted in Attachment A: Evaluation and Selection Criteria. A contract shall be awarded to the responsible Supplier with the lowest responsive bid, except as otherwise provided by law, taking into consideration price and adherence to the included specifications. All Suppliers that were not selected by the City shall be notified in writing. Nothing herein shall obligate the City to award a contract to any responding Supplier.

Waiver of Irregularities: The City retains the right, in its sole discretion, to waive any irregularities in proposals that do not comply with the strict requirements of this RFP, and the City reserves the right to award a contract to a Supplier submitting any such non-compliant proposal, all in the City’s sole discretion.

Validity of Pricing: Suppliers are required to provide line item descriptions and pricing, applicable sales tax, and a total final price. No cost increases shall be passed onto the City after the proposal has been

mailto:[email protected]

submitted. All prices quoted shall be F.O.B. destination, freight prepaid (Supplier pays and bears freight charges, Supplier owns goods in transit and files any claims). Each item must be listed separately. No attempt shall be made to tie any item or items contained in this RFP with any other business with the City; each proposal must stand on its own.

No Guarantee of Usage: Any quantities listed in this RFP are estimated or projected and are provided for tabulation and information purposes only. No guarantee of quantities is given or implied by the City. Supplier must furnish the City’s needs as they arise.

Samples and Demonstrations: When required, the City may request full demonstrations prior to award. When such demonstrations are requested, the Supplier shall respond promptly and arrange a demonstration at a convenient location. Failure to provide samples or demonstrations as specified by the City may result in rejection of a proposal.

Use of Other Governmental Contracts: The City reserves the right to reject any part or all of any proposals received and utilize other available governmental contracts, if such action is in its best interest.

Qualification/Inspection: Proposals shall only be considered from Suppliers normally engaged in providing the types of products and services specified herein. By responding to this RFP, the Supplier consents to the City’s right to inspect the Supplier’s facilities, products, personnel, and organization at any time, or to take any other action necessary to determine Supplier’s ability to perform. The City reserves the right to reject proposals where evidence or evaluation is determined to indicate inability to perform. The City reserves the right to interview any or all responding Suppliers and/or to award a contract without conducting interviews.

Delivery:The successful Supplier will supply products and services in compliance with the provisions of the contract and provisions of this RFP at various City buildings. These buildings are located at the main campus on Laguna Palms Way and Iron Rock Road in Elk Grove.

Acceptance and ConditionsThe products and services supplied in response to the RFP shall remain the property of the Supplier until a physical inspection is made and the products and services are accepted to the satisfaction of the City. The products and services must comply fully with the terms of the RFP, be of the required quality and new unless specified by the City. Any substitutes of products or services not meeting specifications will be rejected, and returned if applicable, at the Supplier’s expense. The City will make payment only after receipt and acceptance of products or services.

Other Governmental Entities: If the Supplier is awarded a contract as a result of this RFP, the Supplier shall, if the Supplier has sufficient capacity or quantities available, provide to other governmental agencies, so requesting, the products or services awarded in accordance with the terms and conditions of the RFP.

Payment Terms: Payment on non-disputed invoices will be paid net 30 from date of receipt of invoice. In submitting proposals under these specifications, Suppliers should take into account all discounts, both trade and time, allowed in accordance with the above payment policy.

Performance:It is the intention of the City to acquire products or services as specified herein from a Supplier that will give prompt and convenient service. Any such contract will be non-exclusive, and the City reserves the right to seek services from other sources, in the City’s sole discretion.

Term of Contract: The term of the contract will be for a specific period of time, commencing upon execution. The City anticipates the contract to be of a term equal to a three year lease for each piece of equipment with the option for a second three year lease, at the option of the City. Any new equipment added during the three year lease period will be co-terminus with existing equipment. The City reserves the right to set the term for a period deemed to be in the best interest of the City, and terminate the contract as set forth therein.

Amendments:If, in the course of the performance of the contract, Supplier or the City proposes changes to the goods and services provided, and informal consultation with the other party indicates that a change in the terms and conditions of the contract may be warranted, Supplier or the City may request a change in the contract. The parties to the contract will meet to discuss and negotiate the required documents. Upon completion of those negotiations, the negotiated documents will be submitted to the City for approval. Upon approval by the City, an “Order to Proceed” with the approved changes will be submitted to Supplier. Any amendment to the contract will not render ineffective or invalidate any unaffected portions of the contract.

FOB Point:All prices shall be quoted F.O.B. delivered to the City of Elk Grove

New Merchandise:Unless otherwise required by the specifications all products furnished will be new and unused.

Warranties:The Supplier shall warrant all material or products and labor provided under the contract, in addition to any manufacturers’ warranties that may also apply. Warranty periods must be included in responses to proposal.

Supplier, as the contracting party, shall be considered primarily responsible to the City for all warranty service, parts, and labor applicable to the material or products provided by Supplier in this contract, irrespective of whether Supplier is an agent, broker, fabricator, or manufacturer’s dealer. Supplier shall be responsible for ensuring that warranty work is performed at a local agency or facility convenient to the City and that services, parts, and labor are available and provided to meet the City’s schedules and deadlines. Supplier may establish a service contract with a local agency satisfactory to the City, to meet this obligation if Supplier does not ordinarily provide warranty service. All such non-contractor warranty service, parts, and labor must be clearly identified in the proposal.

Guarantee of Continuity and Availability Products:Unless the manufacturer discontinues the products, all products specified by the Supplier in their proposal shall be available to the City during the life of the contract and extensions. All material, color, labor, and construction shall equal or exceed the standards set forth in these specifications as accepted by the City.

Service and support:All Suppliers shall explain how all on-going service and support will be handled by the Supplier and the City of Elk Grove.

Records:The Supplier shall maintain complete and accurate records with respect to labor costs, material expenses, and other such information required by City that relates to the performance of services under this contract. The Supplier shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible and in a form acceptable to the City, which the City may specify and change from time to time. The Supplier shall provide free access to the representatives of City or its designees, at reasonable times, to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings, and activities related to this contract. Such records, together with supporting documents, shall be maintained for City’s inspection for a period of at least three (3) years after receipt of final payment,

(See next page for Guidelines for Proposal)

Guidelines for ProposalThe following guidelines are provided for standardizing the preparation and submission of proposals. The intent is to assist respondents in the preparation of their submissions and to assist the City by simplifying the review process providing standards for comparison of submissions.

Statements submitted in response to this RFP shall include a complete response to the requirements in this section in the order presented. Statements should be a straightforward delineation of the respondent’s capability to satisfy the intent and requirements of this RFP, and should not contain redundancies and conflicting statements.

Proposals shall be printed double sided, submitted on 8-1/2” x 11” recycled paper, with easy to read font size and style. Pages shall be numbered, tabbed, and bound (spiral / comb / three ring binder). Tabbed dividers should separate and identify the response items described below.

One signed original, five copies, and one CD/Thumb drive copy of the proposals should be submitted to the Office of the City Clerk by 4:00 P.M., November 16, 2012. Proposal shall be submitted in a sealed envelope clearly marked MDC/Laser Printer Lease and addressed to:

OFFICE OF THE CITY CLERKCITY OF ELK GROVE8401 Laguna Palms WayElk Grove, CA 95758

Proposals shall contain the following information in the order listed:

1. Introductory letter The introductory letter should be addressed to:

Joe SimonePurchasing ManagerCity of Elk Grove8401 Laguna Palms WayElk Grove, CA 95758

The letter shall include the Supplier’s name submitting the proposal, their mailing address, telephone number, and contact name. The letter shall address the Supplier’s understanding of the project based on this RFP and any other information the Supplier has gathered. Include a statement discussing the Supplier’s interest and qualifications for this type of work. A principal of the firm authorized to legally bind the firm shall sign the letter.

2. Table of Contents The Supplier shall insert a comprehensive table of contents denoting sections three through nine of the proposal as indicated below.

3. Qualifications and Experience Describe the Supplier’s capability for actually undertaking and performing the work, including any professional licenses and certificates help by the Supplier. List types and locations of similar work performed by the Supplier in the last five (5) years that best characterizes the quality and past performance. Include names and current phone numbers for contact on work quality and performance. References may be contacted as part of the selection process.

4. Work Plan The work plan should indicate the Supplier’s ability to meet each specification as outlined in this document. The work plan should address the items of work as described in this RFP. The plan should be simple, easy to read and follow, and address and satisfy the objectives and specifications as listed in the Scope of Work in this RFP.

5. Conflict of Interest Statement Any activities or relationships of the Supplier that might create a conflict of interest for the Supplier or the City, and, if such activities or relationships exist, a description of the facts, legal implications, and possible effects sufficient to permit the City to appreciate the significance of the conflict and to grant any conflict waiver, if appropriate and necessary.

6. Supportive Information/References This section may include graphs, charts, photos, resumes, references, etc in support of the Supplier’s qualifications.

7. Pricing This section should include the cost for requested products and services outlined in the Scope of Work (utilize included pricing sheets), and must specifically itemize the fees for the services stated under the Specifications section of the Scope of Work. Suppliers are required to provide line item descriptions and pricing, applicable sales tax, and a total final price. No cost increases shall be passed onto the City after the proposal has been submitted. Tax is to be listed as a separate line item.

8. Delivery Indicate the approximate date of delivery to the City, at the specified address as listed in the RFP for the initial pieces of equipment. Include a roll out schedule for all equipment.

9. Master Services Contract :Attached to the RFP (Attachment B) is a copy of the City’s standard Master Services Contract (“Contract”). The City’s standard Contract may be modified to address the specific provisions of this RFP and Suppliers should note that any specifications or other requirements specific to this RFP shall be included in the Contract and Contract’s exhibits following an award of the Contract. Please review the Contract carefully and note in your proposal any exceptions or alterations to the Contract. Alterations or changes to the Contract that are not in the Supplier’s response shall not be allowed after the selection of the Supplier. This includes alterations, exceptions, or changes to the insurance and indemnity provisions. By requiring these requests up front, the City can compare all respondents on an equal basis. For reference, the insurance amounts that appear in the attached contract are summarized below.

TYPE SINGLE LIMIT / OCCURRENCE

AGGREGATE ENDORSEMENTS***

General Liability (1D)

$1,000,000 $2,000,000 Additional InsuredWaiver of SubrogationPrimary Non-Contributory

Auto Liability (2C) $1,000,000 Hired & Non-Owned

Additional Insured

Work Comp (3A)Employer’s Liability

Statutory$1,000,000 each

Waiver of Subrogation

***Must be actual endorsements. Typed statements on Certificates of Liability are unacceptable.

This is a summary only. Please refer to the insurance section and/or exhibit of this contract for specific requirements.

(See next page for Scope of Work)SCOPE OF WORK

OBJECTIVES:

The purpose of this RFP is to secure and establish a contract to lease Multi-function Digital Copiers (MDC) and Laser Printers (LP), including full service maintenance as defined herein, all supplies and consumables (such as toner, drums, image belts, fusers, developer, staples, user replaceable component, etc., with the exception of paper), parts, installation, and key operator training for each piece of equipment for all City departments on an as needed basis.

The Contract shall be written to ensure that all equipment is at a co-terminus status at the end of the Contract term. This means that some equipment during the duration of the Contract may have a shorter lease term than others.

BACKGROUND:

For the purposes of this RFP the City consists of approximately five (5) facilities within a 3 mile radius. Unless otherwise noticed, the facilities will be open to Supplier year round for installation and service of equipment during the hours of 8:00 am to 5:00 pm, Monday through Friday, except for major holidays.

The City currently has 16 MDCs and one wide format scanner with maintenance contracts under lease, and 30 Laser Printers under maintenance contracts. Current equipment and monthly volumes are as follows:

Copiers & Large Format Scanner:Location Make/Model Avg. Monthly Volume8380 Laguna Palms Canon IR 3235 1,099 (b&w)8400 Laguna Palms Canon IR C4080I 6,229 (b&w) / 3,060 (color)10250 Iron Rock Canon IR C4080I 3,520 (b&w) / 4,453 (color)8400 Laguna Palms Canon IR C4080I 14,602 (b&w) / 4,497 (color)8401 Laguna Palms Canon IR C4080I 2,890 (b&w) / 4,350 (color)8401 Laguna Palms Canon IR C4080I 3,833 (b&w) / 4,775 (color)8401 Laguna Palms Canon IR C4580I 2,215 (b&w) / 1,231 (color)8401 Laguna Palms Canon IR C4580I 6,440 (b&w) / 8,052 (color)8380 Laguna Palms Canon IRA C5051 5,564 (b&w) / 2,575 (color)10250 Iron Rock Canon IR 5050 4,008 (b&w)8400 Laguna Palms Canon IR C5058 5,112 (b&w) / 1,561 (color)8400 Laguna Palms Canon IR C5058 1,836 (b&w) / 1,263 (color)8380 Laguna Palms Canon IR C5058 2,202 (b&w) / 947 (color)8401 Laguna Palms Canon IR C5185I 12,696 (b&w) / 5,925 (color)8401 Laguna Palms Canon IR 7095 20,889 (b&w)8401 Laguna Palms Canon IR 7095 15,260 (b&w)8401 Laguna Palms KIP 3102CL (scanner)

(Continued on next page)

Laser Printers and Wide Format Printers: Approx. Avg.

Location Make/Model Monthly Volume8380 Laguna Palms Way HP 4015 30010250 Iron Rock Road HP 4200 1,739 8401 Laguna Palms Way HP 4250 4,663 8401 Laguna Palms Way HP 4250 6,271 8401 Laguna Palms Way HP 4250 2,2088400 Laguna Palms Way HP 4250 2,3908400 Laguna Palms Way HP 4250 3,2378400 Laguna Palms Way HP 4250 2,5938400 Laguna Palms Way HP 4250 1,9698380 Laguna Palms Way HP 4250 2,0548380 Laguna Palms Way HP 4250 1,2128380 Laguna Palms Way HP 4300 1,5438380 Laguna Palms Way HP 4300 2,1818380 Laguna Palms Way HP 4300 1,8458380 Laguna Palms Way HP 4300 1,3958401 Laguna Palms Way HP 4345 6,945 8401 Laguna Palms Way HP 4350 19,2578401 Laguna Palms Way HP 4350 5,7298401 Laguna Palms Way HP 4350 4688401 Laguna Palms Way HP 4350 2,6628401 Laguna Palms Way HP 4350 7538400 Laguna Palms Way HP 4515 5,5398400 Laguna Palms Way HP 4515 2,9908380 Laguna Palms Way HP 4515 1,2258380 Laguna Palms Way HP 4515 5,5288380 Laguna Palms Way HP 4515 9108400 Laguna Palms Way HP 4515 1,1128400 Laguna Palms Way HP 4525 1,1668400 Laguna Palms Way HP 4700 5,2938380 Laguna Palms Way HP 4700 1,7208380 Laguna Palms Way HP Z31008400 Laguna Palms Way HP Z3200 8401 Laguna Palms Way HP T1200PS8401 Laguna Palms Way HP 5500PS

Grand Total 50,696

SPECIFICATIONS / REQUIREMENTS:

General:

A. The City’s Contract shall constitute the entire agreement between the parties, and shall control over any maintenance or lease contracts the Supplier may have with any third party. Supplier shall indicate and identify any third party financing company they intend to use.

B. The Supplier shall be responsible for providing all phases of MDC/LP service. This shall include providing new machines, providing prompt maintenance (both preventive and remedy), providing all supplies (except paper), providing delivery and set-up services, providing volume usage reports and providing initial operator training including training on scanning system setup and usage.

C. For the purpose of the initial installation and all subsequent installations over the duration of the term of the Contract, all equipment shall be new and assembled for the first time from new components from the manufacture. The City shall be the first user of the new equipment with no previous placements on rental or lease or ever placed in the suppliers or customer location as a demonstration unit including employee home offices. All equipment and reliability standards shall conform to “new” specifications.

D. Installation service shall include unpacking, assembly, training, and demonstration of equipment. Each piece of equipment shall be set up with a full complement of developer, toner, and /or any other supplies (excluding paper) that represent a maximum operational status. The Supplier shall be responsible for all material(s), labor, tools, transportation and handling, and other facilities necessary for the furnishing, delivery, assembly, plus inspection before and after installation of all equipment.

E. All parts and component used by the Supplier in the process of maintaining and servicing the new equipment for the duration of the Contract shall be new Original Equipment Manufacturer (OEM), or rebuilt with OEM parts by the manufacture of the equipment. Rebuilt parts and components shall be guaranteed to perform so that product specifications are met.

Service / Maintenance Requirements:

F. Equipment shall be maintained in conformance to manufactures standards.

G. It shall be the responsibility of the Supplier to provide service within four (4) hours on site after a call is placed, during normal business hours of 8:00 AM to 5:00 PM, Monday through Friday. Preventive maintenance shall be based upon the specific needs of the equipment as determined by the Supplier. The Supplier shall be required to provide service records on all equipment covered under the Contract. Failure to meet the four (4) hour on site response time on a continual basis as documented by the City may result in cancellation.

H. Equipment shall be maintained in such a condition as to insure a high copy/print quality with no streaking, residual background, blotches, light copy, or other non-image interference.

I. All equipment shall have regularly scheduled preventive maintenance. Preventive maintenance shall be coordinated through the City’s IT Services Department in advance to the work being done.

J. Replacement equipment is defined as equipment that shall be installed to replace a malfunction piece of equipment and shall remain on site for the term of the Contract. All replacement equipment shall be new. Back-up equipment (loaners) is defined as

equipment that shall be installed on a temporary basis while the malfunctioning equipment is repaired or until replacement equipment is installed. Back-up equipment shall be required after a piece of equipment has been down for sixteen (16) consecutive business hours. Back-up equipment shall be replaced within 30 days with the original machine, fully repaired, and/or restored to full working order or a new replacement piece of equipment.

K. The Supplier shall replace equipment having demonstrated a history of “excessive down time” with a new piece of equipment of equal or better features, unless the City declines. Excessive down time shall be defined as four (4) or more service calls in a one-month period. Downtime is calculated from the time the end user places the call and ends when the piece of equipment is up and running. Service calls that are operator induced shall not be counted, and will be noted on the work order.

L. The Supplier shall have in place an inventory and delivery system of parts and consumable supplies (with the exception of paper) in quantities sufficient to serve the requirements of this Contract. It shall be the responsibility of the Supplier to maintain stock levels of all consumable supplies at the individual equipment sites. If adequate stock is not available at a site, the Supplier must deliver the necessary items within four (4) hours on-site after receipt of request. It is the responsibility of the Supplier to tract the inventory and usage of supplies to insure adequate availability.

M. The Supplier shall be responsible for physically taking meter readings monthly at each equipment site. The Supplier is free to install any automated device that may assist in this process, provided it is at no additional cost to the City. The meter reading and equipment volumes shall be shown on a report submitted by the Supplier.

N. An operator’s manual shall be furnished with each piece of equipment.

O. The Supplier shall be required to identify all equipment with a label showing the company name, service number, and equipment I.D. A spreadsheet of all equipment shall be provided to the City to include all equipment by model number, serial number, and equipment id number.

P. The Supplier shall service the equipment for the term of the Contract and have sufficient management and qualified technicians to service all equipment supplied under the Contract. The Supplier shall have a sufficient number of technicians to serve and support the requirement under the Contract within the specified response time.

Reports:

Q. Quarterly reports : The Supplier shall maintain an inventory record that identifies all equipment delivered under the Contract. The inventory record shall be provided to the City’s authorized representative on a quarterly basis. The report shall contain (1) Make and Model, location, serial number, and vendor equipment number of all installed equipment; (2) Suppliers record of performed maintenance and repair; (3) Monthly volume by piece of equipment.

R. Down Time Reports : The Supplier shall provide a quarterly report to the City’s authorized representative indicating overall the City’s down time percentage and individual down time percentage for each individual piece of equipment. Any piece of equipment recording 2% or more downtime shall be replaced with a new piece of equipment immediately.

S. Average Response Time : The Supplier shall provide a quarterly report to the City’s authorized representative indicating both overall response time and individual actual response time for each piece of equipment.

Warranties:

T. All equipment shall be guaranteed and warranted for the entire period of the Contract. The Supplier shall be prepared to exchange all equipment that proves defective during the Contract. Equipment shall be replaced if the number of service calls exceeds those recommended in the machines preventive maintenance schedule, when 98% up time percentage is not met, or when the Supplier and the City recommend replacement due to any other conditions upon mutual agreement.

U. Supplier shall assign to the City, in writing in a form satisfactory to the City, the manufactures’ warranties for the equipment furnished by Supplier.

V. All equipment shall conform to generally applicable standards in the industry, shall be new and free from any and all defects in material, packaging, and workmanship, and shall meet all specifications set forth in the Contract and any documents referenced herein. Supplier shall, without charge to the City, correct any defects and make any additions, modifications, or adjustments to any of the equipment as may be necessary to keep the equipment in operating order in accordance with specifications at all times during the applicable warranty period. Unless otherwise agreed by the parties in writing, this warranty shall apply in the case of leased equipment, during the entire term of the lease.

Technology, Security:

W. Proposed equipment shall have technician removable hard drives that include an obligation to leave the drive in the City’s possession at termination of the placement if so mandated by the City.

Pricing:

X. Supplier shall provide a detailed specification and price list for each piece of equipment proposed based upon the list of current equipment provided by the City. If the Supplier is “piggy-backing” off an existing contract that they have with another government agency, Supplier must provide the contract pricing for each piece of equipment proposed, as required herein, along with a copy of the fully executed contract. Price list shall include:

a. Monthly lease cost for the equipment including all applicable taxes at a 7.75% tax rate.

b. Monthly preventative maintenance and repair cost including parts, labor, travel time, etc.

c. Cost per copy/click for each machine broken down by black & white copy/print or color copy.

d. Detailed list of all other prices pertaining to finishing such as collating, stapling, hole-punching, saddle-stitching on the larger MDCs.

Y. Supplier shall provide maintenance pricing for existing City equipment. a. Monthly preventative maintenance and repair cost including parts, labor, travel

time, etc.b. Cost per copy/click for each machine broken down by black & white copy/print or

color copy.

Billing:

Z. Supplier shall provide consolidated billing for all leased equipment and maintenance. Supplier shall provide a monthly consolidated bill for all leased equipment regardless of time of placement. Supplier shall provide a separate monthly consolidated bill for all maintenance on leased equipment as well as all maintenance on City equipment covered

under the Contract.

Termination:

AA. In addition to any other termination rights set forth in the standard Contract attached hereto, the City may terminate the Contract on 60 days written notice for the following reasons:

a. Unresponsiveness for two or more days from the Account Representative.b. Failure to respond to service calls within the four hour agreed upon time, after

three occurrences.c. Inadequate preventative maintenance on the equipment.d. Maintenance contract not maintained by Supplier.e. Inappropriate behavior by Supplier’s employees.f. Failure to meet 98% up time percentage on any piece of equipment.

MULTI-FUNCTION DIGITAL COPIER REQUIREMENTS:

BB. Minimum/Common Requirements for all Classes :a. Automatic Document Feeder with single pass duplexing.b. Four paper trays, 500 sheet capacity per tray, paper sizes: 11”x17”, Legal, Letter.c. Stack by-pass trayd. Single tray finisher.e. Require no additional PC workstation to facilitate any scan or e-mail functionality.f. Scan new jobs while the device is network printing or copying without network

interruption.g. Scan to desktop, e-mail, network repository, or workflow applications.h. Allow network users to access any City mail server(s) via authorized network

login and password.i. Ability to store print jobs and access them via a password protected mailbox on

MDC.j. Automatic enlargement and reduction capability in preset rations and zoom

image of at least 25% - 400% in 1% increments.k. Enable end users to easily replace consumable components including; toner,

staples, and paper.l. Energy Star compliant.m. All equipment must be capable of processing up to 100% recycled content paper

equally as well as virgin 20 lb. copy bond paper.n. Diagnostic display that troubleshoots problems and tracks in-progress copier

functions.o. All applicable user desktop software shall be included to operate MDCs for

printing, copying, faxing, and scanning. This should include, but not be limited to OCR, PDF, and JPG scanning.

p. Easily accessible misfeed areas that facilitate accessing and clearing misfeeds.q. Easy viewing of panel in standard office lighting.r. View status of copy/print/fax jobs.s. Release/select/delete jobs from hold queue.t. Ability to manually adjust image quality levels (contrast, sharpness).u. Each MDC shall be equipped with a UL approved 3 wire cord and grounded

conductor plug (3-prong) and may operate on 110 or 220 volts. The successful Supplier shall provide any necessary special adaptors, receptacles or cords that the equipment requires, as well as network cables.

v. Universal print driver option.w. Power surge device per piece of equipment.

x. Each MDC shall have a non-resettable counter built into the machine for audit and accounting purposes.

LASER PRINTER REQUIREMENTS:

CC. Minimum/Common Requirements for all Classes :a. Automatic Duplexer for single pass duplexing.b. Three paper trays, 500 sheet capacity per tray, paper sizes: Legal, Letter.c. Manual feed capability.d. Printer stand.e. Each LP shall be equipped with a UL approved 3 wire cord and grounded

conductor plug (3-prong) and operate on 110 volts. The successful Supplier shall provide any necessary special adaptors, receptacles or cords that the equipment requires, as well as network cables.

f. Enable end users to easily replace consumable components.g. Energy Star compliant.h. All equipment must be capable of processing up to 100% recycled content paper

equally as well as virgin 20 lb. copy bond paper.i. Diagnostic display that troubleshoots problems.j. All applicable user desktop software shall be included to operate LPs.k. Easily accessible misfeed areas that facilitate accessing and clearing misfeeds.l. Each LP shall have a non-resettable counter built into the machine for audit and

accounting purposes.m. Universal print driver option.n. Power surge device per piece of equipment.

WIDE FORMAT SCANNER REQUIREMENTS:

DD.Minimum/Common Requirements :600 x 600 dpi resolutionTwo roll drawers, plus manual bypassReal time previewNetwork capableCapture a 36” wide image areaProduction scanning speeds up to 7.6” per secondColor scan speed up to 2.6” per second

MULTI-FUNCTION DIGITAL COPIER CLASSES:

EE. Classes :

LASER PRINTER CLASSES:

FF. Classes :

(Continued on next page)

WIDE FORMAT SCANNER CLASSES:

GG. Classes :

Class Copies per Min.

Average Monthly Volume B&W Only or Color

1 35 - 40 1,099 B&W Only

2 35 - 40 31,074 (b&w) / 21,135 (color) B&W and Color


4 50 - 55 4,008 B&W Only



7 70 - 80 New class, no volume numbers B&W and Color

8 85 - 95 36,149 B&W Only

Class Prints per Min.

Average Monthly Volume B&W Only or Color

1 35 - 45 1700 B&W Only

2 45 - 50 2900 B&W Only

3 50 - 60 5800 B&W Only

4 60 - 70 2900 B&W Only

5 30 - 40 1200 B&W and Color

6 40 - 50 3500 B&W and Color

WIDE FORMAT PRINTER CLASSES:

HH. Classes :

*plain media, **coated media, ***glossy media

Class Scanning Speeds B&W Only or Color

1 Production up to 8” per second Color up to 3” per second

B&W and Color

Class Print Speeds B&W or Color

1Draft: 150 sq. ft. per hour**Normal: 72 sq. ft. per hour**Best: 1 7 sq. ft. per hour***

ColorColorColor

2Draft: 183 sq. ft. per hour**Normal: 92 sq. ft. per hour**Best: 28 sq. ft. per hour***

ColorColorColor

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Fast: 28 sec. per page on D (22 x 34)*Draft: 549 sq. ft. per hour*Best: 33 sq. ft. per hour***

Line DrawingColorColor

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Draft: 499 sq. ft. per hour**Normal: 170 sq. ft. per hour**Best: 68 sq. ft. per hour**

ColorColorColor

Pricing: Multifunctional Digital CopierClass 1 Supplier Name ____________________________

Manufacturer: __________________ Model: ______________ PPM: _______________ Standard Memory: _______________________

Standard paper: drawers/capacity: _______________________________________________ Equipment and Supply Costs - Excludes Sales Tax - Includes delivery/setup/training/startup supplies. Cost Lease Base Machine: ________

________ Paper Cassette: drawers/capacity: __________________ ________

________ Paper Deck: capacity: __________________________ ________

________

Puncher ________ ________

Finisher/Stapler: 1 tray ________ ________

Finisher/Stapler: 2 tray ________

________ Scanner Interface ________

________

Facsimile Interface ________ ________

Print Module ________

________ Additional Memory: List MB: _____________________ ________

________ Other Accessories: ________________________________ ________

________ ________________________________ ________

________

Cost

Monthly Maintenance – “No Min.” - “Per Click” B& W________

All Inclusive: (including all labor, parts, toner, drum, supplies etc., except paper). Color

________






________

Puncher ________ ________



________

Scanner Interface ________ ________





________ ________________________________ ________

________

Cost



________



Standard paper: drawers/capacity: _______________________________________________ Equipment and Supply Costs - Excludes Sales Tax - Includes delivery/setup/training/startup supplies. Cost Lease

Base Machine: ________ ________

Paper Cassette: drawers/capacity: __________________ ________


________

Puncher ________ ________




________





________ ________________________________ ________

________

Cost



________






________

Puncher ________ ________




________





________ ________________________________ ________

________

Cost



________






________

Puncher ________ ________



________






________ ________________________________ ________

________

Cost



________




Base Machine: ________ ________

Paper Cassette: drawers/capacity: __________________ ________


________

Puncher ________ ________




________





________ ________________________________ ________

________

Cost



________






________

Puncher ________ ________




________





________ ________________________________ ________

________

Cost



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________

Puncher ________ ________



________






________ ________________________________ ________

________

Cost



________

Pricing: Laser PrinterClass 1 Supplier Name ____________________________



Base Machine: ________ ________

Printer Stand: ________

________ Paper Tray: capacity: __________________________ ________

________

Paper Tray: capacity: __________________________ ________ ________

Two Sided Auto Duplexer ________ ________

Additional Memory: List MB: _____________________ ________ ________

Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________

Monthly Maintenance – “No Min.” - All Inclusive (including all labor, parts, drum, supplies etc., except paper). Mark option and provide pricing. Cost

______ Toner Option: Yield per Toner: ____________ B&W________

Yield per Toner: ____________ Color ________

______ Per Click Option: B&W________

Color ________

Pricing: Laser Printer

Class 2 Supplier Name ____________________________



________ Printer Stand: ________


________




Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________





Color ________




________ Printer Stand: ________


________




Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________





Color ________




________ Printer Stand: ________

________





Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________





Color ________


Manufacturer: __________________ Model: ______________ PPM: _______________

Standard Memory: _______________________


________ Printer Stand: ________


________




Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________





Color ________




________ Printer Stand: ________


________




Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________





Color ________

Pricing: Wide Format ScannerClass 1 Supplier Name ____________________________

Manufacturer: __________________ Model: ______________

Scanning Speed: ________________ Standard Memory: _____________________

Standard paper: Width: ___________ Drawers/Capacity: ______________________ Equipment and Supply Costs - Excludes Sales Tax - Includes delivery/setup/training/startup supplies. Cost Lease Base Machine: ________

________ Print Receiving Rack: ________

________ Print and Original Stacking System: ________

________

High Capacity Stacker: Qty: ______________________ ________ ________

Folder: ________ ________

Other Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________




______ Per Click: B&W________

Color ________

Pricing: Wide Format PrinterClass 1 Supplier Name ____________________________


Print Speeds: _______________________________________________________________ Resolutions: ________________________________________________________________

Standard Memory: _______________________

Media Handling Methods: _____________________________________________________

Media Width (in inches): _______________ Max Roll Length (in feet): _______________

Equipment and Supply Costs - Excludes Sales Tax - Includes delivery/setup/training/startup supplies. Cost Lease Base Machine: ________

________ Accessories:

______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________




______ Per Sq. Ft.: B&W________

Color ________




Standard Memory: _______________________


Media Width (in inches): _______________ Max Roll Length (in feet): _______________ Equipment and Supply Costs - Excludes Sales Tax - Includes delivery/setup/training/startup supplies. Cost Lease Base Machine: ________


______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________




______ Per Sq. Ft.: B&W________

Color________




Standard Memory: _______________________




______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________




______ Per Sq. Ft.: B&W________

Color________




Standard Memory: _______________________




______________________________________________ ________ ________

______________________________________________ ________

________

______________________________________________ ________ ________




______ Per Sq. Ft.: B&W________

Color________

Pricing: Maintenance of Existing Laser & Wide Format Printers Monthly Maintenance – “No Min.” - All Inclusive (including all labor, parts, drum, supplies etc., except paper). Mark option and provide pricing.

Equipment: Cost HP 4015 _____ Toner Option:Yield per Toner: ____________ B&W

________



Color ________

HP 4200 _____ Toner Option:Yield per Toner: ____________ B&W________



Color ________




Color ________




Color ________




Color ________




Color ________




Color ________




Color ________




Color ________

HP Z3100 _____ Toner Option:Yield per Toner: ____________ B&W________


______ Per. Sq. Ft. Option: B&W________

Color ________

HP Z3200 _____ Toner Option:Yield per Toner: ____________ B&W________



Color ________

HP T1200 _____ Toner Option:Yield per Toner: ____________ B&W________



Color ________




Color ________

ATTACHMENTS

Attachment A: Evaluation and Selection Criteria

Evaluation Criteria Proposals shall be evaluated using five (5) categories listed below. The evaluation criteria for the award of the Contract will be weighted as follows. A score of one (1) through ten (10) will be assessed in each category, and then weighted according to the percentage assigned to each category. The following represent the principal selection criteria, which will be considered during the evaluation process:

Firms Qualifications, Experience, and References. (15%)Experience in performing work of a closely similar nature and size; experience working with public agencies; strength, stability, experience, and technical competence; assessment by client references.

Personnel and Staffing. (10%) Qualifications and experience of proposed personnel for requested services.

Work Plan. (10%) Depth of Suppliers understanding of City’s requirements; overall quality and logic of work plan.

Price Structure. (60%)Reasonableness and competitiveness of the costs proposed.

Quality and Responsiveness of the Proposal. (5%)Completeness of response in accordance with the RFP instructions.

(Attachment A continued next page)

Attachment A (Cont’d) – Evaluation Criteria

Supplier:

# CRITERIA RATING (1-10) MULTIPLIER SCORE

1. Firms Qualifications, Experience, and References 15%

2. Personnel and Staffing 10%

3. Work Plan 10%

4. Rates and Fees 60%

5. Quality and Responsiveness of the Proposal 5%

TOTAL WEIGHTED SCORE:

Un-weighted Scoring Range: Excellent = 10 Unsatisfactory = 0

Rating Performed By: ____________________________________________________Print name

Signature Date

Attachment B: Sample Master Services Contract and Work Order

CITY OF ELK GROVE

MASTER SERVICES CONTRACT FORSUPPLIER NAMETitle of Contract

MASTER SERVICES CONTRACT

THIS CONTRACT is made on _________________, 20__, by and between the City of Elk Grove, a municipal corporation (the “City”) and Supplier Name (the “Supplier”), collectively referred to as the “Parties.”

WITNESSETH

WHEREAS, the Supplier has presented a proposal for such services, which is identified in the Scope of Work attached hereto and incorporated herein as Exhibit A, and by reason of its qualifications, experience, and facilities, is duly authorized to perform the type of services contemplated herein; and,

WHEREAS, the City desires to hire a Supplier to perform the Scope of Work pursuant to the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the mutual promises set forth herein, City and Supplier agree to as follows:

1. SCOPE OF SERVICES

A. Supplier shall do all work described in individual task orders issued by the City to Supplier. The terms and conditions of this Contract shall control all task orders.

B. The Supplier agrees it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.

2. TERM OF CONTRACT

A. This Contract shall be effective as of the date executed by the Parties and approved as to form by the City Attorney and shall continue for a period of three years, with the option, in City’s sole discretion, to extend the Contract for an additional three years, unless earlier terminated pursuant to Section 11 of this Contract.

3. SCHEDULE FOR PERFORMANCE

Performance shall be in accordance with each individual task order as issued.

4. COMPENSATION

A. City shall pay Supplier on a time and expense basis as described in the Scope of Work and Not to Exceed amount set for the in each individual Task Order in accordance with the rate schedule in Exhibit “C” and incorporated herein by reference. In no event shall Supplier be entitled to compensation for work not included in each Task Order’s Scope of Work, unless a written change order or authorization describing the extra work and payment terms has been executed by City. In no event shall total compensation exceed XXXX and No Cents ($ ), without City’s prior written approval.

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B. If Supplier’s performance is not in conformity with the Scope of Work or Schedule of Performance, payments may be delayed or denied, unless otherwise agreed to by the City in writing.

C. If the work is halted at the request of the City, compensation shall be based upon the proportion that the work performed bears to the total work required by this Contract, subject to Section 11.

5. NOTICES

A. Supplier shall transmit invoices and any notices required by this Contract, to City as follows:

City of Elk Grove Attn: Finance Department8401 Laguna Palms WayElk Grove, California 95758

B. City shall transmit payments on invoiced amounts, and any notices required by this Contract to Supplier as follows:

_________________________________________________________________________________________________________________________________________________

6. PROFESSIONAL SERVICES

Supplier agrees that services shall be performed and completed in the manner and according to the professional standards observed by a competent practitioner of the profession in which Supplier and its subcontractors or agents are engaged. Supplier shall not, either during or after the term of this Contract, make public any reports or articles, or disclose to any third party any information, confidential or otherwise, relative to the work of City or the operations or procedures of City without the prior written consent of City.

Supplier further agrees that it shall not, during the term of this Contract, take any action that would affect its impartiality or professionalism due to the City whether perceived or actual.

7. INDEPENDENT CONTRACTOR

A. It is understood and agreed that Supplier (including Supplier's employees) is an independent contractor and that no relationship of employer-employee exists between the Parties hereto.

B. Supplier's assigned personnel shall not be entitled to any benefits payable to employees of City.

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C. City is not required to make any deductions or withholdings from the compensation payable to Supplier under the provisions of the Contract, and is not required to issue W-2 Forms for income and employment tax purposes for any of Supplier's assigned personnel.

D. Supplier, in the performance of its obligation hereunder, is only subject to the control or direction of City as to the designation of tasks to be performed and the results to be accomplished.

E. Any third party person(s) employed by Supplier shall be entirely and exclusively under the direction, supervision, and control of Supplier.

F. Supplier hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this Contract.

8. AUTHORITY OF SUPPLIER

Supplier shall possess no authority with respect to any City decision and no right to act on behalf of City in any capacity whatsoever as agent, or to bind City to any obligations whatsoever.

9. CONFLICT OF INTEREST

Supplier certifies that it has disclosed to City any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this Contract. Supplier agrees to advise City of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this Contract. Supplier further agrees to complete any statements of economic interest if required by either City ordinance or State law.

10. AMENDMENTS, CHANGES OR MODIFICATIONS

Amendments, changes or modifications in the terms of this Contract may be made at any time by mutual written agreement between the Parties hereto and shall be signed by the persons authorized to bind the Parties.

11. TERMINATION

A. This Contract may be terminated by City, provided that City gives not less than thirty (30) calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate. Upon termination, City shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and in accordance with Section 15, Property of City.

B. The City may temporarily suspend this Contract, at no additional cost to City, provided that Supplier is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City gives such notice of temporary suspension, Supplier shall immediately suspend its activities under this Contract.

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C. Notwithstanding any provisions of this Contract, Supplier shall not be relieved of liability to City for damages sustained by City by virtue of any breach of this Contract by Supplier, and City may withhold any payments due to Supplier until such time as the exact amount of damages, if any, due City from Supplier is determined.

D. In the event of termination, Supplier shall be compensated as provided for in this Contract, except as provided in Section 11C. Upon termination, City shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and in accordance with Section 15, Property of City.

12. FUNDING

Supplier agrees and understands that renewal of this Agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII B of the California Constitution and that the City Council may determine not to fund this Agreement in subsequent years.13. NOTICE TO PROCEED

Prior to commencing work under this Agreement, Supplier shall receive a written “Notice to Proceed” from City. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall not be obligated to pay Supplier for any services prior to issuance of the Notice to Proceed.14. EXTENSIONS OF TIME

Supplier may, for good cause, request extensions of time to perform the services required hereunder. Such extensions shall be authorized in advance by City, in writing, and at City’s sole discretion. Such extensions, if authorized, shall be incorporated in written amendments to this Contract or the attached Scope of Work in the manner provided in Section 10.

15. INTENTIONALLY OMITTED

16. COMPLIANCE WITH LAW

Supplier shall comply with all applicable laws, ordinances, and codes of federal, State and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract.

17. REPRESENTATIONS

A. Supplier agrees and represents that it is qualified to properly provide the services set forth herein, in a manner which is consistent with the generally accepted standards of Supplier’s profession.

B. Supplier agrees and represents that the work performed under this Contract shall be in accordance with applicable federal, State and local law.

C. Supplier shall designate a project manager who at all times shall represent the Supplier before the City on all matters relating to this Contract. The project manager shall continue in such

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capacity unless and until he or she is removed at the request of City, is no longer employed by Supplier, or is replaced with the written approval of City, which approval shall not be unreasonably withheld.

D. Supplier shall provide corrective services without charge to City for services which fail to meet the above professional and legal standards and which are reported to Supplier in writing within sixty (60) days of discovery. Should Supplier fail or refuse to perform promptly its obligations, the City may render or undertake performance thereof and Supplier shall be liable for any expenses thereby incurred.

18. INTENTIONALLY OMITTED

19. ASSIGNMENT AND SUBCONTRACTING:

A. Except as expressly authorized herein, Supplier's obligations under this Contract are not assignable or transferable, and Supplier shall not subcontract any work, without the prior written approval of the City. However, claims for money due or which become due to Supplier from City under this Contract may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to City.

B. Supplier shall be as fully responsible to City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, in the same manner as persons directly employed by Supplier.

20. MATERIALS CONFIDENTIAL

All of the materials prepared or assembled by Supplier pursuant to performance of this Contract are confidential and Supplier agrees that they shall not be made available to any individual or organization without the prior written approval of City, except by court order. If City or Supplier or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from Supplier for any damages caused by Supplier releasing the information, including, but not limited to, City’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements.

21. LIABILITY OF SUPPLIER—NEGLIGENCE

Supplier shall be responsible for performing the work under this Contract in a manner which is consistent with the generally-accepted standards of Supplier’s profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Supplier or its employees, agents, contractors or subcontractors.

22. INDEMNITY AND LITIGATION COSTS

To the fullest extent permitted by law, Supplier shall indemnify, protect, defend, and hold harmless City, its officers, officials, agents, employees and volunteers from and against any and all

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claims, damages, demands, liability, costs, losses and expenses, including without limitation, court costs and reasonable attorneys’ and expert witness fees, arising out of any failure to comply with applicable law, any injury to or death of any person(s), damage to property, loss of use of property, economic loss or otherwise arising out of the performance of the work described herein, to the extent caused by a negligent act or negligent failure to act, errors, omissions, recklessness or willful misconduct incident to the performance of this Contract on the part of Supplier, except such loss or damage which was caused by the sole negligence, or willful misconduct of the City. The provisions of this section shall survive termination or suspension of this Contract.

In any contract that Supplier enters into with any subcontractor in any capacity related to any and all duties under this Contract, there must be an indemnification provision identical to the one provided in Section 23 applicable to the subcontractor requiring the subcontractor to assume the defense, indemnify and save harmless the City to the same extent as Supplier. Supplier’s failure to include such an indemnification provision in any contract with a subcontractor shall constitute a material breach of this Contract. In the event Supplier fails to obtain such indemnity obligations from others as required herein, Supplier agrees to be fully responsible and indemnify, and save harmless the City as prescribed under this Section.

23. INSURANCE

Prior to commencement of any work under this Contract, Supplier shall provide and maintain in effect during the term of this Contract evidence of insurance coverage as set forth in Exhibit D, attached hereto and incorporated herein by reference.

24. EMPLOYMENT PRACTICES

Supplier, by execution of this Contract, certifies that it does not discriminate against any person upon the basis of race, color, creed, national origin, age, sex, disability or marital status in its employment practices.

25. UNAUTHORIZED ALIENS

Supplier hereby promises and agrees to comply with all of the provisions of the federal immigration and nationality act (8 U.S.C.A. & 1101 et seq.), as amended; and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Supplier so employ such unauthorized aliens for the performance of work and/or services covered by this Contract, and should the federal government impose sanctions against the City for such use of unauthorized aliens, Supplier hereby agrees to, and shall, reimburse City for the cost of all such sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by the City in connection therewith.

26. LICENSES, PERMITS, AND OTHER APPROVALS

Supplier represents and warrants to City that it has all licenses, permits, qualifications and approvals of whatsoever nature legally required for Supplier to practice its profession and perform the work described herein. Supplier represents and warrants to City that Supplier shall, at its sole cost and expense, obtain and/or keep in effect at all times during the term of this Contract any licenses, permits, and approvals which are legally required for Supplier to practice its profession at the time the services are performed.

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27. RECORDS AND INSPECTION

Supplier shall maintain records, books, documents and other evidence directly pertinent to the performance of work under this Contract in accordance with generally accepted accounting principles and practices. City shall have the right to access and examine such records, without charge, during normal business hours. City shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

28. MISCELLANEOUS PROVISIONS

A. Attorneys’ Fees : In the event an action or proceeding is instituted by either party for the breach or enforcement of any provision of this Contract, the prevailing party shall be entitled to reasonable attorneys’ fees and all litigation expenses, including, but not limited to expert’s fees and disbursements.

B. Venue : This Contract shall be deemed to be made in, and the rights and liabilities of the Parties, and the interpretation and construction of the Contract governed by and construed in accordance with the laws of the State of California. Any legal action arising out of this Contract shall be filed in and adjudicated by a court of competent jurisdiction in the County of Sacramento, State of California.

C. Enforceability : If any term or provision of this Contract is found to be void, voidable, invalid or unenforceable by a court of competent jurisdiction under the laws of the State of California, any and all of the remaining terms and provisions of this Contract shall remain binding.

D. Time : All times stated herein or in any other Contract Documents are of the essence.

E. Binding : This Contract shall bind and inure to the heirs, devisees, assignees and successors in interest of Supplier and to the successors in interest of City in the same manner as if such parties had been expressly named herein.

F. Survivorship : Any responsibility of Supplier for warranties, insurance, indemnity, record-keeping or compliance with laws with respect to this Contract shall not be invalidated due to the expiration, termination or cancellation of this Contract.

G. Construction and Interpretation: Supplier and City agree and acknowledge that the provisions of this Contract have been arrived at through negotiation and that each party has had a full and fair opportunity to revise the provisions of this Contract and to have such provisions reviewed by legal counsel. Therefore, any ambiguities in construing or interpreting this Contract shall not be resolved against the drafting party. The titles of the various sections are merely informational and shall not be construed as a substantive portion of this Contract.H. Waiver: The waiver at any time by any party of any of its rights with respect to a default or other matter arising in connection with this Contract shall not be deemed a wavier with respect to any subsequent default or other matter.I. Severability: The invalidity, illegality or unenforceability, of any provision of this Contract shall not render the other provisions invalid, illegal or unenforceable.

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J. No Third Party Beneficiary: It is expressly understood and agreed that the enforcement of these terms and conditions shall be reserved to the City and Supplier. Nothing contained in the agreement shall give or allow any claim or right of action what so ever by any third party. It is the express intent of the City and the Supplier that any such person or entity, other than the City or Supplier, receiving benefits or services under this agreement shall be deemed as incidental beneficiary.

K. Non-Discrimination/Non-Preferential Treatment Statement: In performing this Contract, the parties shall not discriminate or grant preferential treatment on the basis of race, sex, color, age, religion, sexual orientation, disability, ethnicity, or national origin, and shall comply to the fullest extent allowed by law, with all applicable local, state, and federal laws relating to nondiscrimination.

L. Authority to Execute: The person or persons executing this Contract on behalf of the Supplier warrant and represent that they have the authority to execute this Contract on behalf of their agency and further warrant and represent that they have the authority to bind Supplier to the performance of its obligations hereunder.

M. Dispute Resolution: Prior to either party commencing any legal action under this Contract, the parties agree to try in good faith, to settle any dispute amicably between them. If a dispute has not been settled after forty-five (45) days of good-faith negotiations and as may be otherwise provided herein, then either party may commence legal action against the other.

N. Force Majeure: Neither party shall be in default by reason of any failure in the performance of this Contract if such failure arises out of causes beyond its reasonable control. Such causes may include, but are not limited to, acts of God, acts of the public enemy, acts of government in either its sovereign or contractual capacity, acts of the party whose performance is not sought to be excused, fires, flood, weather, epidemics, quarantine restrictions, strikes, freight embargoes, failure of transmission or power supply, mechanical difficulties with equipment which could not have been reasonably forecasted or provided for, or other causes beyond its sole control. The party so affected will resume performance as soon as practicable after the force majeure event terminates.

29. ENTIRE AGREEMENT

This instrument and any attachments hereto constitute the entire Contract between City and Supplier concerning the subject matter hereof and supersedes any and all prior oral and written communications between the Parties regarding the subject matter hereof.

AGREED to this ______ day of _________, 20___, by the Parties as follows:

Approved to as form: SUPPLIER

By: ________________________________ By: ______________________________

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Attorney for Supplier Supplier Name, Title Approved to as form: CITY OF ELK GROVE

By: ________________________________ By: ______________________________Jonathan P. Hobbs, City Attorney Laura S. Gill, City Manager

Attest to:

___________________________________Jason Lindgren, City Clerk

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City of Elk Grove SupplierRe:

___________________________________________________________________________________

EXHIBIT A

Scope of Work

Services provided by Supplier shall be on an On-Call basis as requested by the City in writing over the contract period. The City has no obligation to request any services under this contract.

Request for services shall be made by City on a project-by-project basis under a Task Order approved by the City specifying a detailed scope of work, schedule, and equipment list. All work orders shall be prepared based on the approved schedule of fees of this Contract and in accordance with each Task order. Supplier shall not proceed with any work under this Contract until the City has issued a written Task Order, signed by all Parties, which shall include a complete scope of work and the compensation amount authorized under the Task Order. On an as needed basis, Supplier shall provide the following services:

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EXHIBIT B

Schedule of Performance

Performance shall be in accordance with each individual task order as issued.

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EXHIBIT C

Compensation and Method of Payment

Lease and Maintenance Rates

The lease and maintenance rates shall be set according to an individual Task Order.

Under no circumstances will the aggregate amount paid under this Contract exceed the amount specified in Section 4A above and if the Contract is approved by the City Manager, all compensation paid to Supplier each year shall meet the cost limitation set forth in City of Elk Grove Municipal Code Chapter 3.42.

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EXHIBIT D

Insurance RequirementsPrior to commencement of any work under this Contract, Consultant shall provide to the City proof of, and maintain in full force and effect at all times during the term of the Contract, at its sole cost and expense, policies of insurance as set forth herein:

1. General Liability:a. Comprehensive general liability insurance including, but not limited to, protection for

claims of bodily injury and property damage liability, personal and advertising injury liability and product and completed operations liability.

b. Coverage shall be at least as broad as Insurance Services Office Commercial General Liability coverage form CG 0001 (occurrence).

c. Claims-made coverage is not acceptable.d. The limits of liability shall not be less than:

Each occurrence: One Million Dollars ($1,000,000)

Products & Completed Operations: One Million Dollars ($1,000,000)

Personal & Advertising Injury: One Million Dollars ($1,000,000)

e. If a general aggregate limit of liability is used, the minimum general aggregate shall be twice the ‘each occurrence’ limit or the policy shall contain an endorsement stating that the general aggregate limit shall apply separately to the project that is the subject of the contract.

f. If a products and completed operations aggregate limit of liability is used, the minimum products and completed operation aggregate shall be twice the each occurrence limit or the policy shall contain an endorsement stating that the products and completed operations aggregate limit shall apply separately to the project which is the subject of the contract.

g. Coverage shall contain a provision or endorsement that waives any rights of subrogation against the City, its officers, officials, employees, agents, and volunteers.

2. Automobile Liability:a. Automobile liability insurance providing protection against claims of bodily injury

and property damage arising out of ownership, operation, maintenance, or use of owned, hired, and non-owned automobiles.

b. Coverage shall be at least as broad as Insurance Services Office Automobile Liability coverage form CA 0001, symbol 8 and 9 (hired, and non-owned).

c. The limits of liability per accident shall not be less than:Combined Single Limit One Million Dollars ($1,000,000)

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d. If general liability coverage, as required above, is provided by the Commercial General Liability form, the automobile liability policy shall include an endorsement providing automobile contractual liability.

3. Worker's Compensation and Employer’s Liabilitya. Worker's compensation insurance, with coverage as required by the State of California

(unless the Consultant is a qualified self-insurer with the State of California), and employers liability coverage. The Consultant shall execute a certificate in compliance with Labor Code Section 1861, on the form provided in Exhibit E.

b. Employer’s liability coverage shall not be less than the statutory requirements.c. If an injury occurs to any employee of the Consultant for which the employee or his

dependents, in the event of his death, may be entitled to compensation from the City under the provisions of the Acts, for which compensation is claimed from the City, there will be retained out of the sums due the Consultant under this Contract, an amount sufficient to cover such compensation as fixed by the Acts, until such compensation is paid or it is determined that no compensation is due. If the City is required to pay such compensation, the amount so paid will be deducted and retained from such sums due, or to become due to the Consultant. The insurer shall agree to waive all rights of subrogation against the City, its officers, officials, and employees for losses arising from work performed by the Consultant.

4. Other Insurance Provisions: The general liability and automobile liability coverages shall contain the following provisions and endorsements:a. The City, its officials, employees, agents and volunteers shall be covered and

specifically named as additional insured as respects liability arising out of activities performed by or on behalf of the Consultant, products and completed operations of the Consultant, premises owned, occupied, or used by the Consultant, or automobiles owned, leased, hired, or borrowed by the Consultant on a separate endorsement acceptable to the City Attorney.

b. The policy shall contain no special limitations on the scope of coverage afforded to the City, its officials, employees, agents or volunteers.

c. Provision or endorsement stating that for any claims related to this project, the Consultant’s insurance coverage shall be primary insurance as respects the City, its officers, officials, employees and volunteers to the extent the City is an additional insured. Any insurance or self-insurance maintained by the City, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it, to the payment or satisfaction of any defense expenses, loss or judgment.

d. Any failure to comply with reporting or other provisions of the policies on the part of the Consultant, including breaches of warranties, shall not affect Consultant’s requirement to provide coverage to the City, its officers, officials, employees, agents or volunteers.

5. Acceptability of Insurers : Insurance is to be placed with insurers with a Bests' rating of no less than A:VII.

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6. Any deductibles, aggregate limits, pending claims or lawsuits that may diminish the aggregate limits, or self-insured retention(s), must be declared to, and approved by, the City.

7. The Consultant shall furnish the City with certificates of insurance and original endorsements or insurance binders, signed by a person authorized by the insurer to bind coverage on its behalf, evidencing the coverage required by this Contract. At anytime at the written request of the City, Consultant agrees to furnish a duplicate original or certified copy of each required policy including the declaration pages, conditions, provisions, endorsements, and exclusions.

8. The City, at its discretion, may increase the amounts and types of insurance coverage required hereunder at any time during the term of the contract by giving 30 days written notice.

9. The Consultant shall serve the City notice, in writing by certified mail, within 2 days of any notices received from any insurance carriers providing insurance coverage under this Agreement that concern the suspension, voidance, cancellation, termination, reduction in coverage or limits, non-renewal, or material changes of coverage proposed or otherwise.

10. If the Consultant fails to procure or maintain insurance as required by this section, and any Supplementary Conditions, or fails to furnish the City with proof of such insurance, the City, at its discretion, may procure any or all such insurance. Premiums for such insurance procured by the City shall be deducted and retained from any sums due the Consultant under the contract.

11. Failure of the City to obtain such insurance shall in no way relieve the Consultant from any of its responsibilities under the contract.

12. The making of progress payments to the Consultant shall not be construed as relieving the Consultant or its Sub-Consultants or agents of responsibility for loss or direct physical loss, damage, or destruction occurring prior to final acceptance by the City.

13. The failure of the City to enforce in a timely manner any of the provisions of this section shall not act as a waiver to enforcement of any of these provisions at any time during the term of the contract.

14. The requirement as to types, limits, and the City’s approval of insurance coverage to be maintained by Consultant are not intended to, and shall not in any manner, limit or qualify the liabilities and obligations assumed by Consultant under the Contract.

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EXHIBIT E

Certificate of Compliance With Labor Code § 3700I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I have complied or will comply with such provisions before commencing the performance of the work of this contract. (Cal. Labor Code §§1860, 1861.)

SUPPLIER

_____________________________ Supplier Name, Title

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CITY OF ELK GROVETASK ORDER NO. #___

(COMPANY NAME AND PROJECT NAME)

THIS TASK ORDER, dated for convenience this DATE day of MONTH, YEAR , is by and made and entered into by and between (COMAPANY NAME) (“SUPPLIER”) and the CITY OF ELK GROVE, a California general law city (“CITY”);

RECITALS:

A. SUPPLIER has entered into a Master Agreement for Lease and Maintenance of Multi-function Digital Copiers and Laser Printers (“AGREEMENT”) with the CITY.

B. At the request of CITY and in compliance with the terms of the Agreement, SUPPLIER has submitted a scope of service, an equipment order, a stand-alone maintenance agreement, and equipment installation agreement described by this Task Order.

NOW, THEREFORE, THE PARTIES MUTUALLY AGREE AS FOLLOWS:

AGREEMENT

(1) INCORPORATION OF MASTER AGREEMENT. This Task Order hereby incorporates by reference all terms and conditions set forth in the Agreement, unless specifically modified by this Task Order, which in such case the terms of Task Order shall control.

(2) Scope of Service . SUPPLIER agrees to provide Lease and Maintenance of Multi-function Digital Copiers and Laser Printers noted in Exhibit “A” and incorporated herein by reference. SUPPLIER agrees to diligently provide Lease and Maintenance of Multi-function Digital Copiers and Laser Printers in accordance with the standards of its profession and CITY’S satisfaction.

(3) TIME OF PERFORMANCE. SUPPLIER shall commence performance and shall complete all required services no later than the dates set forth in Exhibit “A”

(4) Compensation . CITY hereby agrees to pay SUPPLIER a sum not to exceed ($________) for the services set forth in Exhibit “A” and incorporated herein by reference, notwithstanding any contrary indications which may be contained in SUPPLIER’S proposal. SUPPLIER shall be paid as set forth in the Agreement. In no event shall SUPPLIER be entitled to compensation for work not included in Exhibit “A” (Scope of Work) of this Task Order, unless a written change order or authorization describing the extra work and payment terms has been executed by

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CITY’s, signed by the City Manager, prior to the commencement of the work.(5) Sell, Assign, & Transfer. The undersigned Supplier hereby sells, assigns, and

transfers to (Name of Finance Group) all of the undersigned’s rights, title and interest in the equipment and payments covered by the Task Order. None of the undersigned’s obligations under the Task Order, however, are assumed by (Name of Finance Group).

(6) Signatures. The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the SUPPLIER and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

Approved as to Form: City of Elk GroveCity Attorney

Jonathan P. Hobbs Date

Recommended for Approval: City of Elk GroveDirector of Finance and Administrative Services

Brad Koehn Date

Accepted By: City of Elk Grove8401 Laguna Palms WayElk Grove, CA 95758

Laura Gill DateCity Manager

SUPPLIER: COMPANY NAMEADDRESSCITY STATE ZIP

_________________________________________(Supplier Name)(Title)

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Fed ID # _________________________________Exhibit A

Copier Equipment and Maintenance Services Section

Equipment Order: Includes Service Technician and Network Technical support during installation.

Quantity Networked Equipment Description Price/Per Total

Delivery

Subtotal

Non-Taxable

Sales Tax

Total

Lease Information:

Location of Equipment:

Terms in Months:

Number of Payments: @ Payments of $

Maintenance Information: Bundled Coverage: Includes all parts, labor, and consumable toner. Consumables such as, but not limited to ink stamps, paper or specialty media are excluded.Billing Cycle Bases: Quarterly

Escalation of Maintenance Fees: NONE11

Any personal property tax obligation of Supplier or assignee shall pass through to the City

Type Estimated Annual Volume

Minimum Volume per Billing Cycle

Minimum Charge per Billing Cycle

Overage per/copy charge

B & W

Color

Technical Support Agreement:Included in the maintenance agreement is four (4) hours of equipment installation and

technical support to include: system and user software updates on (Supplier) installed equipment; troubleshooting printing issues relating to covered installed print devices; software patches used to correct known issues; rip calibration and color adjustments on color print devices; training on driver feature sets.

Minimum Total Per Billing Cycle

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